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Capital Stock

9 Months Ended

Jul. 01, 2011

Capital Stock

(8)

CAPITAL STOCK:

Pursuant to the Stockholders Agreement of the Parent Company, commencing on January 26, 2008, upon termination of employment from the Company or one of its subsidiaries, members of the Company's management (other than Mr. Neubauer) who hold shares of common stock of the Parent Company can cause the Parent Company to repurchase all of their initial investment shares or shares acquired through exercise of Installment Stock Purchase Opportunities at fair market appraised value. Generally, payment for shares repurchased could be, at the Parent Company's option, in cash or installment notes, which would be effectively subordinated to all indebtedness of the Company. The amount of this potential repurchase obligation has been classified outside of shareholder's equity, which reflects the Parent Company's investment basis and capital structure in the Company's condensed consolidated financial statements. The amount of common stock subject to repurchase as of July 1, 2011 and October 1, 2010 was $157.9 million and $184.7 million, which is based on approximately 12.4 million and 12.9 million shares of common stock of the Parent Company valued at $12.69 and $14.27 per share, respectively. The fair value of common stock subject to repurchase is calculated using discounted cash flow techniques and comparable public company trading multiples. The decline in the fair value of the common stock of the Parent Company is related to the effect of the dividend paid to the Parent Company stockholders (see Note 17). During the nine months ended July 1, 2011 and July 2, 2010, approximately $26.2 million and $21.2 million of common stock of the Parent Company was repurchased, respectively, and has been reflected in the Company's condensed consolidated financial statements. The Stockholders Agreement, the senior secured credit agreement and the indenture governing the 8.50% senior notes due 2015 and the senior floating rate notes due 2015 contain limitations on the amount the Company can expend for such share repurchases. During the third quarter of fiscal 2011, the Company borrowed $132.7 million under the extended U.S. Dollar revolving credit facility to pay dividends to the Parent Company through ARAMARK Intermediate Holdco Corporation (see Note 17).

Disclosure of temporary and shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, (3) rights and privileges of each class of stock authorized; (4) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (5) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (6) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (7) retained earnings appropriations or restrictions, such as dividend restrictions; and (8) the potential repurchase obligation of common stock that is classified as temporary equity, including the aggregate amount to be paid upon redemption of the security based on the number of common shares and redemption price per share, the dollar amount of common stock repurchased and other information necessary to a fair presentation.

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